Alone in Hero Factory, Rocka tries to communicate with Zib, who activates a warning to draw Black Phantom away. Zib manages to tell Rocka of Black Phantom's nefarious actions in that he and Mission Control are imprisoned. Rocka heads to Akiyama Makuro's quarters to override the Failsafe Shield around the building. Black Phantom realizes that Rocka is on the move and sends Arachnix drones after him that surround Rocka in the elevator shaft. With Rocka neutralized, Black Phantom tells Zib his plan, to copy Hero Factory's design to make his own, and then destroy the current Hero Factory. Using Antiquaza he absorbs the power energy from the mission teams to fool the systems into giving him the plans. Rocka desperately fights off the Arachnix and manages to start out-running them.

In the Sigma Sigma system, Splitface is punching Surge to the ground of an asteroid. However, Surge stuns him with his Electricity Shooter and throws Splitface into the asteroid fragment, saving the satellite, and cuffs Splitface. As Jawblade moves in to defeat Furno, Evo is chasing after Toxic Reapa, but his Plasma Gun is stuck to a rock. Evo tries radioing Furno for help, who angrily rebukes him as he is faring badly against Jawblade. Using his Tank Arm, Evo fired at the rock and launched himself at Toxic Reapa, throwing his Hero Cuffs and re-capturing the villain. As Jawblade moves in to kill Furno, Furno uses his Hero Core to break the rust and shoots his cuffs on his Plasma Gun, cuffing Jawblade. On Kollix IV, Stormer powers through the ice and launches himself after Speeda Demon. He throws his cuffs, and Speeda's left hand is cuffed and he is unable to properly control his bike, sending him crashing into the ice. Furno radios to Stormer saying that no Hero can contact Hero Factory as Stormer apprehends Speeda. Stringer awakes on Tansari IV, finding that Voltix's power has been absorbed by energy cells. With Voltix's power drained, Stringer easily captures him.

Inside Hero Factory, Rocka is picking off Arachnix with his Crossbow and reaches Makuro's door, which is locked with a puzzle. Arriving in Makuhero City in a Drop Ship with all the heroes and cuffed villains (sans Stringer and Vortix), Stormer sees the Failsafe Shield. Stormer sees Daniela Capricorn alone outside the Hero Factory and approaches her to get her help. She reports that no heroes have returned from their missions, pleasing Black Phantom. Rocka solves the puzzle and lowers the Failsafe Shield, and sees Black Phantom in the assembly tower. Rocka sees the returned heroes and tells Stormer to head for the assembly tower to stop Black Phantom and meets with the present members of Alpha 1 Team as Evo begins entering the door. Explaining the situation, Furno is amazed that Rocka accomplished so much, causing Rocka to reveal his membership in the Hero Recon Team.

Rocka dueling Black Phantom

Evo deactivates the lock, and they rush in the assembly tower where Black Phantom is charged with energy. The Heroes begin scaling the tower and Black Phantom sends a swarm of Arachnix down at them. Rocka manages to break from the drones and jumps up at Black Phantom. Disarming Black Phantom, Rocka is told by the villain that the building's destruction is imminent. Trying to fight Black Phantom, Rocka finds that the villain has too much power to defeat normally. Stormer tries to get Rocka to unplug him, but Evo tells Rocka to plug Black Phantom into the system even more. Stormer changes his advice, and Rocka begins plugging Black Phantom into the system more which overloads his systems. Furno congratulates Evo on coming up with the strategy that saved Hero Factory. Stringer then arrives with Vortix, late, because he lost his Hero Pod location. Daniela Capricorn takes credit for Black Phantom's defeat as back in the Hero Factory, Zib realizes that Rocka knew about the workings of the building from his Hero Recon Team membership. Makuro arrives and listens to Zib explain that Black Phantom transferred the building schematics to an unknown destination. The file is seen in a dark room activated by an unseen being, who laughs at his plan succeeding.